our remaining vessels to our technical management joint venture, developing and
implementing improved internal controls for the same, improving budgeting and cost control, and management’s recommendations for his compensation. Genco’s Compensation Committee therefore recommended, and Genco’s Board approved, an award for
2022 consisting of a cash bonus of $500,000 and a grant of 48,232 RSUs, representing the number of units obtained by dividing $750,000 by the closing price of our common stock of $15.55 on the award date with fractions rounded to the nearest
whole unit. The RSUs generally vest ratably in one-fifth increments on each of the first five anniversaries of February 23, 2023. The RSUs also vest in full if Mr. Zafolias’ service is terminated by Genco without cause (as defined in the 2015
Equity Incentive Plan) within twelve months after the occurrence of a change of control (as defined in the 2015 Equity Incentive Plan), unless the award is not assumed, continued or substituted for by the acquirer, in which case the awards will
vest in full immediately upon a change in control. In addition, if his service is otherwise terminated by Genco without cause, the next yearly tranche of the award vests, subject to vesting in full if termination occurs when Genco is party to a
definitive agreement that will result in a change of control or if termination occurs within 12 months after a combination in which either (a) Genco issues more than thirty-five percent (35%) of its outstanding voting stock if it is the
survivor or (b) Genco shareholders would collectively own less than sixty-five (65%) of the outstanding voting stock of the combined company if Genco is not the survivor. For 2023, Mr. Zafolias’ annual base salary has been increased by $15,000
to $415,000 for 2023 in recognition of his performance.
Robert Hughes. For fiscal year 2022, Mr. Hughes’ annual base salary was set at $275,000, which was determined by the Compensation Committee to be competitive, reasonable, and appropriate for his role as Chief
Operations Officer and his performance. In determining the appropriate incentive compensation for Mr. Hughes for his 2022 performance, the Committee took into account Mr. Hughes’s role in addressing challenges posed to vessel operations due
to COVID-19 and the war in Ukraine, especially with regard to crewing, and management’s recommendations for his compensation. The Compensation Committee therefore recommended, and the Board approved, an award for 2022 performance consisting
of a grant of 16,077 RSUs, representing the number of units obtained by dividing $250,000 by the closing price of our common stock of $15.55 on the award date with fractions rounded to the nearest whole unit. The RSUs generally vest ratably
in one-third increments on the first three anniversaries of February 23, 2023. In the event Mr. Hughes’ service is terminated without cause, the RSUs vest as described above for Mr. Zafolias. In connection with stepping down as Chief
Operations Officer, on March 6, 2023, Mr. Hughes and the Company entered into a Separation Agreement. Under the terms of this agreement, subject to customary conditions, following the termination of his employment effective March 31, 2023,
Mr. Hughes is to receive a lump sum payment of $250,000 in lieu of any cash bonus for any period or any other cash payment except as otherwise provided in the Separation Agreement; full vesting of his unvested equity awards, which consist of
29,105 restricted stock units and 3,208 options; engagement of Mr. Hughes to as a consultant regarding transition matters through December 31, 2023 in consideration of payments totaling $100,000; and continuation of coverage for applicable
medical and related benefits, for which the Corporation will pay the cost through the earlier of December 31, 2023 and the date Mr. Hughes is eligible for coverage under another group benefits plan.
Joseph Adamo. For fiscal year 2022, Mr. Adamo’s annual base salary was set at $295,000, which was determined by the Compensation Committee to be competitive, reasonable, and appropriate for his role as
Chief Accounting Officer and his performance. In determining the appropriate incentive compensation for Mr. Adamo for his work and accomplishments in 2022, the Committee took into account Mr. Adamo’s diligent leadership of a focused
accounting staff in the Corporation’s public reporting and internal controls, accounting support for our technical management joint venture, and management’s recommendations for his compensation. The Compensation Committee therefore
recommended, and Genco’s Board approved, a cash bonus award of $176,000 and a grant of 19,293 RSUs, representing the number of units obtained by dividing $300,000 by the closing price of our common stock of $15.55 on the award date with
fractions rounded to the nearest whole unit. The RSUs generally vest ratably in one-third increments on the first three anniversaries of February 23, 2023. In the event Mr. Adamo’s service is terminated without cause, the RSUs vest as
described above for Mr. Zafolias. For 2023, Mr. Adamo’s annual base salary has been increased by $10,000 to $305,000 for 2023 in recognition of his performance.
Severance Benefits
Employment Agreement. Genco entered into an employment agreement with John C. Wobensmith, its Chief Executive Officer and President, on September 21, 2007, as amended on March 26, 2014, June 23, 2014, April 30,
2015, March 23, 2017, and August 7, 2019 (the “Employment Agreement”). Mr. Wobensmith’s salary
